Diligence Information Sample Clauses

Diligence Information. 2.4.1 Following a written request from Hyperion at any time during the Pre-Closing Period on or after ***, Ucyclyd shall make available to Hyperion in accordance with terms set forth in this Section 2.4 below, no later than *** after receipt of such request, the following information (the “Diligence Information”):
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Diligence Information. In connection with RCP's activities on your behalf, you will furnish RCP with all financial and other information regarding the Company that RCP reasonably believes appropriate to its assignment (all such information so furnished by the Company, whether furnished before or after the date of this Agreement, being referred to herein as the "Information"). The Company will provide RCP with reasonable access to the officers, directors, employees, independent accountants, legal counsel and other advisors and consultants of the Company. You recognize and agree that RCP (i) will use and rely primarily on the Information and information available from generally recognized public sources in performing the services contemplated by this Agreement without independently verifying the Information or such other information, (ii) does not assume responsibility for the accuracy of the Information or such other information, and (iii) will not make an appraisal of any assets or liabilities owned or controlled by the Company or its market competitors. We will maintain the confidentiality of the Information and, unless and until such information shall have been made publicly available by the Company or by others without breach of a confidentiality agreement, shall disclose the Information only as authorized by the Company or as required by law or by order of a governmental authority or court of competent jurisdiction. If we are legally required to make disclosure of any of the Information, we will give notice to the Company prior to such disclosure, to the extent that we can practically do so. The foregoing paragraph shall not apply to information that:
Diligence Information. Seller has provided to Purchaser and Purchaser acknowledges receipt of copies of all of the materials listed on Schedule 3.1 attached hereto (the "Due Diligence Materials"). All documentation, results of inspections, studies, tests and investigations and other information received or obtained by any agents or representatives of Purchaser pertaining to the Property, Seller, Tenant or the proposed sale transaction, including the Due Diligence Materials and any other information made available to Purchaser in the on-line data room established by Broker, shall be hereinafter collectively referred to as the "Diligence Information". The Confidentiality Agreement is hereby incorporated into this Agreement by this reference thereto as if fully set forth herein in its entirety. Except as otherwise expressly set forth in this Agreement, Seller makes no representations or warranties, either expressed or implied, and shall have no liability with respect to the accuracy or completeness of any Diligence Information and Purchaser shall make its own independent inquiry regarding the economic feasibility, physical condition and environmental state of the Property during the Due Diligence Period. Purchaser agrees to deliver to Seller complete copies of any revised Survey, environmental reports, property condition report and zoning report pertaining to the Property prepared by any third party for Purchaser promptly upon Seller's request.
Diligence Information. Medtronic has made available to Acorda all the information reasonably available to Medtronic that Acorda has requested. Certain portions of this Exhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, which are marked with brackets [ ] and an asterisk*, have been separately filed with the Commission
Diligence Information. Seller has delivered to Purchaser through an electronic website or drop-box accessible via the website link set forth on Schedule 2.3 (the “Data Room”), for Purchaser’s review, material information and the documents concerning the Company, RHJV, the Subsidiaries and/or the Properties to the extent such information or documents are in Seller’s, reasonable control or possession, including, without limitation, the documents listed in the index of the Data Room, historical financial and operating statements, management agreements, capital budgets, organization charts and documentation, material loan and financing documents and budgets (the “Diligence Information”).
Diligence Information 

Related to Diligence Information

  • Diligence Materials The Company has provided to the Representative and Representative Counsel all materials required or necessary to respond in all material respects to the diligence request submitted to the Company or Company Counsel by the Representative.

  • Due Diligence Review; Information The Company shall make available, during normal business hours, for inspection and review by the Investors, advisors to and representatives of the Investors (who may or may not be affiliated with the Investors and who are reasonably acceptable to the Company), all financial and other records, all SEC Filings (as defined in the Purchase Agreement) and other filings with the SEC, and all other corporate documents and properties of the Company as may be reasonably necessary for the purpose of such review, and cause the Company’s officers, directors and employees, within a reasonable time period, to supply all such information reasonably requested by the Investors or any such representative, advisor or underwriter in connection with such Registration Statement (including, without limitation, in response to all questions and other inquiries reasonably made or submitted by any of them), prior to and from time to time after the filing and effectiveness of the Registration Statement for the sole purpose of enabling the Investors and such representatives, advisors and underwriters and their respective accountants and attorneys to conduct initial and ongoing due diligence with respect to the Company and the accuracy of such Registration Statement. The Company shall not disclose material nonpublic information to the Investors, or to advisors to or representatives of the Investors, unless prior to disclosure of such information the Company identifies such information as being material nonpublic information and provides the Investors, such advisors and representatives with the opportunity to accept or refuse to accept such material nonpublic information for review and any Investor wishing to obtain such information enters into an appropriate confidentiality agreement with the Company with respect thereto.

  • Due Diligence Materials The information heretofore furnished by the Seller to the Purchaser for purposes of or in connection with this Agreement or any transaction contemplated hereby does not, and all such information hereafter furnished by the Seller to the Purchaser will not (in each case taken together and on the date as of which such information is furnished), contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they are made, not misleading.

  • Complete Information The Disclosure Information (as defined in Section 11.16) provided by WTC for inclusion in the Prospectus and the Preliminary Prospectus is true and accurate in all material respects. As of the Preliminary Prospectus Date and the Prospectus Date (a) there are no legal proceedings pending or known to be contemplated by governmental authorities against WTC or against any property of WTC, that would be material to the Noteholders, (b) WTC is not affiliated with any of the Affiliation Parties, and (c) there is no business relationship, agreement, arrangement, transaction or understanding between the Trustee and any of the Affiliation Parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from this transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the Notes.

  • False Information The Borrower or any Obligor has given the Bank false or misleading information or representations.

  • Insurance Information The Borrower shall deliver to the Administrative Agent information concerning insurance at the times and in the manner specified in Section 7.8;

  • Due Diligence; Non-Public Information The Investor shall have the right, from time to time as the Investor may reasonably deem appropriate, to perform reasonable due diligence on the Company during normal business hours. The Company and its officers and employees shall provide information and reasonably cooperate with the Investor in connection with any reasonable request by the Investor related to the Investor's due diligence of the Company. Each party hereto agrees not to disclose any Confidential Information of the other party to any third party and shall not use the Confidential Information for any purpose other than in connection with, or in furtherance of, the transactions contemplated hereby. Each party hereto acknowledges that the Confidential Information shall remain the property of the disclosing party and agrees that it shall take all reasonable measures to protect the secrecy of any Confidential Information disclosed by the other party. The Company confirms that neither it nor any other Person acting on its behalf shall provide the Investor or its agents or counsel with any information that constitutes or might constitute material, non-public information, unless a simultaneous public announcement thereof is made by the Company in the manner contemplated by Regulation FD. In the event of a breach of the foregoing covenant by the Company or any Person acting on its behalf (as determined in the reasonable good faith judgment of the Investor), in addition to any other remedy provided herein or in the other Transaction Documents, the Investor shall have the right to make a public disclosure, in the form of a press release, public advertisement or otherwise, of such material, non-public information without the prior approval by the Company; provided the Investor shall have first provided notice to the Company that it believes it has received information that constitutes material, non-public information, the Company shall have at least 24 hours to publicly disclose such material, non-public information prior to any such disclosure by the Investor, and the Company shall have failed to publicly disclose such material, non-public information within such time period. The Investor shall not have any liability to the Company, any of its Subsidiaries, or any of their respective directors, officers, employees, stockholders or agents, for any such disclosure. The Company understands and confirms that the Investor shall be relying on the foregoing covenants in effecting transactions in securities of the Company.

  • Notice Information Notices will be sent: If to LESSOR: INTERNATIONAL LEASE FINANCE CORPORATION 1999 Avenue of the Stars, 00xx Xxxxx Xxx Xxxxxxx, Xxxxxxxxxx 00000, X.X.X. Attention: Legal Department Fax: 000-000-0000 Telephone: 000-000-0000 If to LESSEE: AMERICAN TRANS AIR, INC. 0000 Xxxx Xxxxxxxxxx Xxxxxx Indianapolis International Airport Xxxxxxxxxxxx, Xxxxxxx 00000 Xxxxxx Xxxxxx of America Attention: Xxx Xxxxx Executive Vice President and Chief Financial Officer Fax: 000-000-0000 Telephone: 000-000-0000 or to such other places and numbers as either party directs in writing to the other party.

  • Title Information (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report.

  • SITE INFORMATION General description The Xxxxx Power Station is situated approximately half way between Bethal and Ogies on the R545, being just over 30 km from each town and 10 km north-west of Kriel town. Xxxxx Power Station is situated in a summer rainfall area with an average annual precipitation of about 750 mm falling almost entirely during the months of October to April. The average rainfall per month generally exceeds 40 mm during this period, although drought periods do occur which can last for 20 days or longer. Drought periods occur most frequently during the months of October/November and March/April. January is statistically the highest rainfall month with an average monthly rainfall of about 130 mm. June has the lowest rainfall with an average monthly rainfall of about 7 mm. Approximately 85% of the annual rainfall occurs in the summer months and heavy falls of 125 to 150 mm occasionally occur in a single day. The annual average number of thunderstorms is about 75. These storms are often violent with severe lightning and strong (but short-lived) gusty winds and are sometimes accompanied by hail. This region has among the highest hail frequencies in South Africa; about 4 to 7 occurrences (depending mainly on altitude) may be expected annually. January is normally the hottest month with an average daily maximum temperature of 27°C with a mean daily temperature in winter being about 16°C. Winter average daily temperatures vary from 18, 5°C maximum to -1°C minimum. The extreme temperatures recorded range from 34, 7°C to minus 12, 4°C for the period 1920 - 1984. (Source: Weather Bureau, Pretoria) Winds are generally light to moderate except during thunderstorms. Generally the prevailing wind directions are from the North West during the day and from the east at night. During daytime, the prevailing winds are from the north-western direction. During night-time, the prevailing winds are from the north-eastern direction. The highest recorded average wind speed is 17, 6 km/hour. The average wind velocity over the year is 14, 5 km/hour. (Source: Xxxxxx & Xxxxxx, 1996, Reference 4, page 2.5.) Existing buildings, structures, and plant & machinery on the Site Not applicable. The Contractor to specify any information required if necessary. Subsoil information Not applicable. The Contractor to specify any information required if necessary. Hidden services All known services will be brought to the attention of the Contractor by Employers Representative. Should the Contractor encounter any other services in the work area, he will immediately bring them to the attention of the Employers Representative who will issue instructions as to what actions are to be taken. The protection of all pipes, gauges and plant is of extreme importance. Should any damage take place, which is due to the Contractors negligence, another Contractor will be brought onto site to affect repairs. All costs will be to the account of the Contractor who caused damage. Other reports and publicly available information The assumed 1 in 10 year rainfall figures are: Month Cumulative rain (mm) No of days with rainfall > 10mm January 200 6 February 150 6 March 120 5 April 110 4 May 40 3 June 20 2 July 30 2 August 30 2 September 60 3 October 140 6 November 160 7

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